Seller Voting Agreement definition

Seller Voting Agreement has the meaning assigned to such term in Section 1.2(b).
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Seller Voting Agreement means that certain Voting Agreement And Irrevocable Proxy of even date herewith by and between Buyer and Seller.
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Seller Voting Agreement the Voting agreement dated _______________, 2004, entered into by and among AMCON and certain of Seller's shareholders representing a majority of the issued and outstanding voting capital stock of Seller.
Sample 1

Examples of Seller Voting Agreement in a sentence

  • Except for any filings or approvals that may be required by the Securities Act or the State Acts, no waiver, approval, authorization, order, license, permit, franchise or consent of or registration, declaration, qualification or filing with any Governmental Authority or any other Person is required to be obtained or made by Buyer in connection with the execution, delivery, and performance by Buyer of this Agreement or the Seller Voting Agreement.

  • This Agreement and the Seller Voting Agreement have been duly executed and delivered by Seller and constitute valid and binding obligations of Seller, enforceable against Seller in accordance with their respective terms.

  • The parties agree that the initial press release to be issued with respect to the transactions contemplated by this Agreement, the Seller Voting Agreement and the Shareholders' Agreements shall be in the form heretofore agreed to by the parties.

  • The execution and delivery of this Agreement and the Seller Voting Agreement by Seller and, subject to the Seller Shareholder Approvals (as defined in Section 3.13) and the actions of the Seller's Board of Directors contemplated by the Plan of Liquidation, the consummation by Seller of the transactions contemplated by this Agreement, the Seller Voting Agreement and the Plan of Liquidation have been duly authorized by all necessary corporate action on the part of Seller.

  • Buyer has the requisite corporate power and authority to execute, deliver, and perform its obligations under this Agreement and the Seller Voting Agreement, and to consummate the transactions contemplated hereby and thereby.

  • The execution, delivery, and performance of this Agreement and the Seller Voting Agreement by Buyer, and the consummation of all transactions contemplated hereby and thereby, have been duly authorized by all necessary corporate action on the part of Buyer.

  • To this end, the Pan-Arab Human Genetics conferences, with international participation from developed countries, could very well be an example of such interactions.

  • Buyer shall have performed in all material respects all obligations, and shall have complied in all material respects with all agreements and covenants of Buyer to be performed or complied with by it under this Agreement and the Seller Voting Agreement.

  • This Agreement and the Seller Voting Agreement supersede all prior agreements and understandings between the Parties with respect to DTE Transaction.

  • All notices or communications given or made pursuant hereto or the Seller Voting Agreement shall be in writing and shall be deemed to have been duly given if delivered personally, mailed by registered or certified mail (postage prepaid, return receipt requested), facsimile transmission, or sent by courier to the address or addresses specified below for the relevant Person: If to Buyer, to: Smart Hydrogen Inc.


More Definitions of Seller Voting Agreement

Seller Voting Agreement shall have the meaning set forth in Section 5.14(a).
Sample 1
Seller Voting Agreement. As defined in Section 7.13 hereof.
Sample 1

Related to Seller Voting Agreement

  • Voting Agreements has the meaning set forth in the Recitals.

  • Voting Agreement has the meaning set forth in the Recitals.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Master Transaction Agreement has the meaning set forth in the recitals.

  • Support Agreement has the meaning set forth in the Recitals.

  • Voting Certificate means an English language certificate issued by a Paying Agent and dated in which it is stated:

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Netting agreement means a netting agreement, master netting agreement or other similar document having the same effect as a netting agreement or master netting agreement and, as applicable, any collateral annex, security agreement or other similar document related to any master netting agreement or Permitted Contract.

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors and officers of the Company, in the form of Exhibit B attached hereto.

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Share Exchange Agreement has the meaning specified in the Recitals.

  • Parent Agreement has the meaning given to it in Clause 12;

  • Intercompany Subordination Agreement means a subordination agreement executed and delivered by Borrowers and Agent, the form and substance of which is satisfactory to Agent.

  • Ancillary Agreements means all agreements, certificates and other instruments delivered or given pursuant to this Agreement.

  • Support Agreements has the meaning set forth in the Recitals.

  • Investor Agreement means that certain Investor Agreement between the Investor and the Company, to be dated as of the Closing Date, in substantially the form of Exhibit A attached hereto, as the same may be amended from time to time.

  • Transaction Agreements means the Securities Purchase Agreement, the Debentures, the Joint Escrow Instructions, the Security Agreement, the Registration Rights Agreement, and the Warrants and includes all ancillary documents referred to in those agreements.

  • Business Combination Agreement shall have the meaning given in the Recitals hereto.

  • Specified Merger Agreement Representations such of the representations made by the Target with respect to the Target and its Subsidiaries in the Merger Agreement as are material to the interests of the Lenders and the Joint Bookrunners (in their capacities as such), but only to the extent that the Borrower (or its Affiliates) has the right to terminate the Borrower’s (or such Affiliate’s) obligations under the Merger Agreement or the right to decline to consummate the Merger as a result of a breach of such representations in the Merger Agreement.